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SVG Diamond Holdings Limited SVG Diamond Holdings Limited Audited financial statements For the year ended 30 September 2013 Job No: 16983 Proof Event: 5 Black Line Level: 0 Park Communications Ltd Alpine Way London E6 6LA Customer: Aberdeen SVG Project Title: Diamond I Annual 2013 T: 0207 055 6500 F: 020 7055 6600 Contents Company Information ........................................................................................................................................................................ii Investment Adviser’s Report .............................................................................................................................................................1 20 Largest Investments ......................................................................................................................................................................6 Directors’ Report ..................................................................................................................................................................................8 Independent Auditor’s Report .........................................................................................................................................................9 Statement of Comprehensive Income ......................................................................................................................................... 10 Statement of Changes in Equity ................................................................................................................................................... 11 Statement of Financial Position .................................................................................................................................................... 12 Statement of Cash Flows ................................................................................................................................................................ 13 Notes to the Financial Statements ............................................................................................................................................... 14 Company Information Directors Issue and paying agent Elizabeth Ann Mills Bank of New York Mellon North America – London Branch Peter John Richardson One Canada Square, London E14 5AL Investment adviser Corporate service provider and company secretary Aberdeen SVG Private Equity Advisers Limited* Structured Finance Management Offshore Limited Bow Bells House, 1 Bread Street 47 Esplanade, St Helier, Jersey JE1 0BD London EC4M 9HH Registered office Advisory committee 47 Esplanade, St Helier, Jersey JE1 0BD Jeffrey Hodgman (Chairman) John McLachlan Solicitors Sam Robinson White & Case Andrew Sykes 5 Old Broad Street, London EC2N 1DW James Witter Independent auditors Portfolio administrator, trustee, cash manager and custodian Ernst & Young LLP The Bank of New York Mellon (Ireland) Limited 1 More London Place, London SE1 2AF Hanover Building, Windmill Lane, Dublin 2 * Formerly SVG Advisers Limited Job No: 16983 Proof Event: 5 Black Line Level: 0 Park Communications Ltd Alpine Way London E6 6LA Customer: Aberdeen SVG Project Title: Diamond I Annual 2013 T: 0207 055 6500 F: 020 7055 6600 Investment Adviser’s Report SVG Diamond Holdings Limited and SVG Diamond Private Equity plc (together “SVG Diamond” or the “Fund”) was established to provide investors with an enhanced exposure to a diversified portfolio of private equity funds. SVG Diamond closed in September 2004 having raised approximately €260.0 million of rated Notes (“Notes”) and preferred equity shares representing commitments of €140.0 million. Overview that the underlying General Partners (“GPs”) have been able to take SVG Diamond has made further significant progress in deleveraging advantage of receptive credit markets to refinance a number of the over the year to 30 September 2013, redeeming approximately underlying investments and, given the favourable market conditions, €73 million of the Notes1, which has materially reduced the risk borne IPO or exit portfolio companies, thereby generating a good flow of by shareholders. The Fund has reported a total return of 4% over the distributions for the Fund over the reporting period. The overall year, lower than in the previous 12 months, as the combined effects of portfolio performance has been adversely affected by the euro a 5% depreciation of the US dollar against the euro reduced the euro strengthening 5% against the US dollar, which has impacted the value of the underlying US portfolio and the lower structural leverage euro value of the US dollar portion of the portfolio. Therefore, when of the Fund dampened the performance enhancement achieved from calculated on a constant currency basis the portfolio total return gearing. In absolute terms, SVG Diamond’s net asset value (“NAV”) increases to 8% (using 30 September 2012 FX rates) increased by €8.9 million over the reporting period to €230.4 million • Over the period6, as GPs remained in exit mode, there was a net (30 September 2012: €221.5 million), which equates to an NAV per reduction of 28 companies, taking the number of companies within share of €1.65 as at 30 September 2013 (30 September 2012: €1.58). the portfolio from 515 to 487. We believe the well-diversified underlying 30 September 2013 30 September 2012 portfolio will continue to drive returns for SVG Diamond shareholders Value of investment • Distributions from the underlying portfolio over the year to portfolio €314.9m €359.7m 30 September 2013 have remained strong, with the Fund receiving Other net assets €51.3m €71.3m proceeds of €93.6 million7 (year to 30 September 2012: Note liabilities (€135.8)m (€209.5)m €75.1 million7), as GPs continued to take advantage of favourable NAV €230.4m €221.5m exit conditions to realise underlying portfolio companies. As to be Shares in issue 140.0m 140.0m expected at this stage of the Fund’s lifecycle, these significantly NAV per share €1.6454 €1.5822 outweighed the €25.5 million of calls paid in the reporting period Total return on NAV (year to 30 September 2012: €35.7 million) over the 12 months 4% 19% • We are comfortable with the Fund’s liquidity position. As at 30 September 2013 SVG Diamond’s unfunded commitments Highlights had reduced to €59.5 million (30 September 2012: €85.6 million) • SVG Diamond reported a total return of 4% over the 12 month period and were 87% covered by the Fund’s cash and cash equivalent (6% on a constant currency basis2) and as at 30 September 2013 the resources of €51.8 million. SVG Diamond’s strong liquidity position Fund had an NAV of €230.4 million and an NAV per share of €1.65 has enabled significant deleveraging over the 12 months to September 2013 with the redemption of approximately • At 30 September 2013, SVG Diamond had current total €73 million of Notes1. We feel comfortable that distributions commitments3 of €410.6 million to a portfolio of 63 underlying will continue as the portfolio matures and would expect these funds (487 portfolio companies4), of which €59.5 million remained to provide additional liquidity to cover unfunded commitments unfunded. The remaining value of these investments was and to enable continued deleveraging €314.9 million • The Fund continues to benefit from a reduced cost of debt following • On 30 September 2013, SVG Diamond redeemed, in aggregate, the early termination of the interest rate swaps on its floating rate €37.5 million1 (48%) of the Class B-1 and B-2 Notes, leaving Notes (for zero cost) on 28 March 2012, with estimated interest €30.0 million (39%) of the total Class B Notes originally issued left savings of circa €14.0 million through to March 2014 (from to be redeemed. All of the Class A-1 and Class A-2 Notes were fully 28 March 2012) redeemed on 28 March 2013. Based on current market conditions, we currently expect the outstanding Class B and C Notes to be fully • As a consequence of the Fund deleveraging and redeeming the repaid by September 20145 Class A Notes and partially redeeming the Class B Notes, the weighted average cost of the remaining Notes has risen as the • The underlying portfolio reported a total return of 6% over the relative proportion of the higher cost Class M Notes (which bear an 12 month period, following valuation uplifts from the underlying interest rate of 7.77% and 8.33% per cent in euros and US dollar funds and continued strong distributions. We have been encouraged respectively) increases as the other Notes are redeemed. However, the absolute cost of the interest payable on the Notes has reduced 1 At transaction FX rates following the redemptions that have taken place 2 Using 30 September 2012 FX rates 3 Current total commitments equals unfunded commitments plus funded commitments 4 As at 30 June 2013, the latest date at which full information at the company level is available 6 Year to 30 June 2013, the latest date at which full information at the company level is 5 Based on certain Aberdeen SVG Private Equity Advisers Limited’s assumptions – the timing available may differ from this 7 Including income distributions 01 Job No: 16983 Proof Event: 5 Black Line Level: 0 Park Communications Ltd Alpine Way London E6 6LA Customer: Aberdeen SVG Project Title: Diamond I Annual 2013 T: 0207 055 6500 F: 020 7055 6600 Investment Adviser’s Report (continued) • Both Moody’s and Fitch upgraded a number of SVG Diamond’s Funds reporting largest gains since inception10 floating rate Notes through the reporting period. On 28 January Total gains since Total
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